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Form #1412

CONTRACT FOR SALE OF BUSINESS IN EXCHANGE FOR STOCK OF THE PURCHASER

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CONTRACT FOR SALE OF BUSINESS IN EXCHANGE FOR STOCK OF THE PURCHASER


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Contract for sale of business in exchange for stock of the purchaser

_________, called vendors have been carrying on the business of _________ at _________, under the name of _________, and are the owners of the property described; and

The directors of _________ Company have decided that the property described below is of the fair value of $_____, and that the purchase by _________ Company, called company is advisable to enable it to carry out its objects as set forth in its articles of incorporation;

Therefore, this agreement provides that:

1. Vendors have sold and company has purchased: the goodwill of the above business; the lease of the premises where it is carried on; all moneys, bills, notes, negotiable instruments, and securities for money, book and other debts and choses in action of the business or of vendors in its connection; all contracts to which the vendors are entitled in relation to the business; all books of account, papers and documents relating to the business; and all merchandise, stock in trade, materials, supplies, machinery, tools, designs, patterns, patents, fixtures, office furniture and all other property and effects of every nature and description owned and used by vendors in relation to the business.

2. In consideration for the sale, company agrees (a) to issue to vendors _________ shares of full paid _________ stock of company, and (b) to discharge all lawful debts and liabilities of vendors in relation to the business and to indemnify vendors and their heirs, executors and administrators against all actions, claims and demands in respect to the sale.

3. [Covenants of title and of further assurance as in §§8.1322–8.1328].

4. The sale shall take effect on the _________ day of _________, _________[year], at which time possession of the tangible property mentioned above shall be delivered to company, and certificates of stock shall be delivered as provided.

In witness, etc.



 
Contributed by
King and Spelling LLC
 
Total Forms Contributed 117
 

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Terms Of Use

Submissions to this site, including any legal or business forms, posts, responses to questions or other communications by contributors are not intended as and should not be construed as legal advice. You are strongly encouraged to consult competent legal council before engaging in any action based upon content contained on this site.

These downloadable forms are only for personal use. Retransmission, redistribution, or any other commercial use is prohibited. This includes reposting forms from this site to another site offering free legal or other document forms for download.

Please note that the donator may have included different usage terms regarding this form, and you agree to abide by these terms. It is highly recommended that you have a licensed attorney review any legal documents for which you are searching in order to make sure that your needs are being properly and completely satisfied.

Your use of this site constitutes your acceptance of our terms of use and your agreement to hold this site, its officers, employees and any contributors to this site harmless for any damage you might incur from your use of any submissions contained on this site. If you do not agree to the above terms, please do not proceed.

These forms are provided to assist business owners and others in understanding important points to consider in different transactions. They are offered with the understanding that no legal advice, accounting, or other professional service is being offered by these documents or on this website. Laws vary in the different states. Agreements acceptable in one state may not be enforced the same way under the laws of another state. Also, agreements should relate specifically to the particular facts of each situation. Therefore, it is important to consult legal counsel whenever utilizing these forms. The Forms are not a substitute for legal advice YourFreeLegalForms.com is not engaged in recommending or referring members on the site or making claims about the competence, character or qualifications of its participating members.
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Keywords: CONTRACT FOR SALE OF BUSINESS, EXCHANGE FOR STOCK

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